


Pepper's Birthday Bash

by Zord7542



Category: Marvel Cinematic Universe, Spider-Man (Tom Holland Movies)
Genre: 69 (Sex Position), F/F, Older Woman/Younger Woman, Oral Sex, Sexfight, Tribadism, Vaginal Fingering
Language: English
Status: Completed
Published: 2021-02-03
Updated: 2021-02-03
Packaged: 2021-03-15 07:14:53
Rating: Explicit
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 1
Words: 3,549
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/29185377
Author URL: https://archiveofourown.org/users/Zord7542/pseuds/Zord7542
Summary: When Pepper gets blown off by Tony on her Birthday in Las Vegas. She meets another woman who really turns her night around
Relationships: Pepper Potts/ Liz Allan
Kudos: 5





	Pepper's Birthday Bash

**Author's Note:**

> Disclaimer I don't own the MCU or any of its characters everyone involved is over 18 and I make no profit from this story.

It was days like today that Pepper Pots could absolutely not belive that she married Tony Stark. It was her birthday and instead of doing something that she loved/wanted to do, she was being forced to watch some stupid boxing match in Las Vegas.

During the fight Pepper slipped away to the hotel bar. As she walked through the dance floor multiple men and women catcalled her and grinded on her. Pepper only smiled and pushed through, "at least someone is paying attention to me." She thought to herself as she got herself a drink sitting at the bar. 

For a minute she sat there sipping her drink. All was going well until a younger woman approached her. As Pepper made eye contact with the other woman. The younger girl tossed her drink into Potts face. "You fucking bitch!" The girl shouted. 

Pepper shielded her eyes as the alcohol splashed over her face. She just knew that her white business attire was instantly ruined. "What the fuck!" Pepper shouted. 

"You tried to steal my fucking girl you hoe!" The younger black woman shouted at Pepper. 

Potts was fuming. Grabbing a napkin and wiping her eyes she stared at the younger girl for a moment. Her eyes roaming the other girls body noticing just how well the tank top hugged the girls bust, as the pair of torn black jeans outlined her toned legs. "Which one was she?" Pepper asked looking in the crowd. 

"The sexy pale one with the ponytail." The other woman said pointing. 

Pepper just smiled at the younger girl. "Oh sweetie, if I wanted to take your girl." She leaned her face closer to the other woman's. "I'd have taken her upstairs and given her the night of her life." Pepper said in a husky voice. 

The comment had caught the younger girl off balance but not enough to get her to back down. "Oh please lady, i could fuck circles around you." She said rolling her eyes. 

That really struck a cord with Potts. "Oh yeah? You wanna bet?" Pepper asked standing up and walking into the other woman. "If you're so good, why don't you show me what you've got." Pepper said with a smile as she began to shimmy her hips, grinding them against the other woman's. 

The black girl closed her eyes and shuddered for a moment. Then as if snapping into some sort of trance she too began to grind her hips into Pepper's. For 3 straight songs the two women danced. Their hands roaming over one anothers bodies. Both women began sweating as if they had been working out for hours, the heat from the desert city seeming as though it was all focused on them. 

"You're pretty good for an old lady" the younger woman said as she leaned her back into Peppers front. Potts brought her hands to the top of ther other girls jeans and dragged upwards cupping the younger girls breasts. 

"This old lady is about 2 seconds away from taking you upstairs and teaching you a lesson." She said nipping at the other woman's ear. 

"Whenever you're ready, I'll be right behind you." The other girl said. Pepper couldn't believe what she was hearing. Not wanting the other woman to change her mind she grabbed her by the hair and pulled her off the dance floor. 

The pair were silent as they walked to the elevator still holding hands. As they got into the elevator alone the younger woman wrapped her arms around Pepper's waist before bringing her face close to the elder ginger. Pepper closed her eyes expecting a kiss. But the other woman's hot breath brushed against her ear instead. "By the way, my name is Liz for reference when I have you screaming it out later." Liz said brushing her tongue up against the other woman's ear. 

Pepper recoiled, as the other woman backed away. "This little Liz bitch could prove to be more of a challenge than I thought." Pepper smirked. "So what brings you to Vegas?" He asked trying to break the silent sextual tension. 

"My girlfriend wanted to see the fight, but we couldn't get tickets." Liz said leaning up against the railing in the elevator. She pressed her tits out as far as they could go. "Was a pretty shitty Birthday until you came along." She said giving Pepper a snide smirk. 

"You're birthday too huh? Guess its our lucky night." She said smiling at the younger girl. As the doors finally opened to the floor that Peppers suit was on, immediately she slapped Liz on her little ass as they exited the elevator. Liz spun around her fist cocked like she was ready to strike Pepper. 

Potts just smiled and brushed the other woman's hand away before she could escalate the situation. "You came here tonight to watch a fight, well I'm about to. Make sure that you lose one." Pepper smiled as she lead the other woman to her suite and unlocked the door. 

As Liz stepped into the other woman's room she couldn't belive her eyes. The suite was massive, almost as if it took up the entire floor of the hotel. She followed the old woman's firm ass until they made their way to the bedroom. 

The room was gorgeous, with a king sized bed up against one wall, and a bathroom connected with the other, the rest of the room was pure windows looking out over the Las Vegas skyline. Pepper walked over to her nightstand and began to take off her jewelry. Stashing it in a small box next to her bed. 

"So you think you could've given my girl the night of her life huh?" Liz asked as she stood at the end of the bed. "Well I don't think you could even give me a good night, I think you just brought me here to show off how loaded you are." 

Pepper smirked at the girl as she took off her blazer. "Oh honey. By the time the sun is up in the morning. You're never gonna think of that other little girl again." Pepper says as she reveals her sleeveless white undershirt. She flexes her arms showing off how muscular her slender frame is. 

"Bitch there's nothing in bed that you can do, that i can't do better. You're gonna be cumming all over the place so bad that even the maids here in Vegas are going to think its excessive." Liz said with a wink as she started pull her shirt off but Potts stopped her. 

"If we're gonna be fighting there needs to be rounds right?" She said with a cheeky smile. Liz just nodded wondering where the older woman was going with all of this. "Well since you think you're such hot shit, why don't we have three rounds, first kissing we make out until one of us is either cumming or gives up." She said as she undid a button on her skirt. "Round two, we sixty nine first little girl to cum loses." She winked unbuttoning another button. "And round three.. not that we'll need one, Tribbing. First woman to ride the other into that mountain peak wins." She said smiling at Liz. 

"Sounds good to me." Liz said stepping away, she noticed a large speaker system next to the door to the bathroom. As she walked over to it, in the mirror over the speaker she saw the older woman staring at her ass. "Lemme just put a little fight music on so we can get 

in the mood." She said tossing her hair over her shoulder and winking at Pepper. Scrolling through her phone she found a Playlist marked "go time with Betty." Selecting it, the first song began to echo through the room. 

As a series of synthetic heavy pulsing melodies played Liz made her way back across the room. "Guess we should get in our gear then." She said biting her lip and pulling her shirt off and over her head. 

Liz knew that she didn't have the best pair of breasts in the world. But judging by the look on Peppers face, no one told her that. Liz was wearing a sheer baby blue bra. You could see practically right through it. Smiling she reached down to her jeans and started to unbutton them, but Pepper stopped her. The older woman replaced the young girls hands with her own, unbuttoned the torn jeans but before sliding them down the other woman's sexy legs she slid her hand inside teasing the girls still covered pussy. Liz held back a moan as she slapped away Peppers hand. "Thats cheating you old whore." She said with a smile. 

Liz then pulled her own pants down, wiggling the tight fabric down her sweaty legs. Pepper tried to maintain eye contact with the other woman, she really did. But the girls hips were just far too inviting. She couldn't help but stare at the other woman's baby blue lace panties. She could feel her mouth watering. 

Potts suddenly felt over dressed as she looked up and down the other woman. She finished unbuttoning her skirt and let it fall to the floor. As she stepped out of it, she trapped the white piece of clothing with her foot and flung it at the younger woman who was now staring at her legs. 

Liz caught the skirt and tossed it to the floor, annoyed that the other woman would do something so childish she looked back to her angrily. Immediately the anger fell from Liz's face as she looked over the older woman's body.

Pepper stood there in nothing but her black lace bra and panties, the older woman bit her lip sexily as she saw the expression on the other woman's face. Tony hadn't looked at her like that in years, his head always too focused on being an Avenger or building himself a new toy. She knew she should feel guilty for what she was about to do, but she didn't. Tony had gotten her, her own private suite because he was needed in New York after the fight. He hadn't called or texted her in the hour that she had been gone on her own birthday. And hell, it was Liz's birthday as well. She should be allowed to have a little cake and celebrate.

As the song changed Liz smiled. She walked up to the other woman, running her hand lightly along Pepper's thigh. "Still got those moves?" She asked as she started to sway her body into the other woman's. 

Pepper moaned at the skin to skin contact. She began swaying as well. Wrapping her arms around the other woman's waist as they moved to the beat. "I think I can show you a thing or two." She whispered before giving the girl a light peck on the neck. 

Liz ran her nails across Peppers back causing the older woman to break out in goosebumps. Her hands made their way down to the clasp of the older woman's bra and easily freed the other woman's breasts from its confines. Not to be outdone Pepper followed suit. The two womens bodys only breaking contact to let their tops fall to the floor. As they pressed their breasts together again Liz couldn't help herself any longer. 

She brought her face up against Pepper's finally sealing the two women in a kiss. At first their lips together, Pepper and Liz reacted to one anothers embrace like they had kissed a thousand times. Finally the older woman slid her tongue into Liz's mouth. She smiled internally as she immediately felt the other woman's nipples harden against her own. 

Picking the other woman up by grabbing her ass, Pepper walked the two over to the bed before falling forward so that she was on top of Liz. As the two completely topless women continued to make out, Liz wrapped her legs around Pepper's waist bringing their equally we cores together. Potts smiled into their kiss as she began to dry hump the other woman's already throbbing pussy. 

Liz moaned into the kiss. Tonight was supposed to be a big night for her and it certainly was turning out that way. She had finally turned 21, she was able to legally drink so she promised herself that she would give it up to her girlfriend. Needless to say that the woman above her was a vast improvement. She couldn't belive how good Pepper's tongue felt in her mouth. She had kissed girls before, but Pepper was really something else. She was proving that her prior experience had been just what it was, with girls. The person on top of her was a woman through and through. 

Liz ran her hands along the other woman's back before cupping the older woman's surprisingly firm ass. Pepper moaned as she squeezed firmly even giving her a cheeky spank.

As a result the red head brought her hips down even harder. Liz rising to the challenge returned fire. The kiss the women were sharing turned sloppy as they each could feel their climax building. Liz screamed into the other woman's mouth as she came. Her nails scraping across the exposed ass cheek of the white woman above her. Immediately after her screamed stopped Pepper had one of her own. 

For a moment they just lay ontop of one another, Pepper removed her tongue from the other woman's mouth. "Round one..." she said having to pause to catch her breath. It made 

Pepper feel a little better that the younger woman beneath her seemed to be in a similar postion. "Goes to me." She smiled down at the other woman. 

Liz was livid. She was so caught up in the kiss that she had forgotten about their little competition. But then the thought of triumphing over the vixen on top of her made her smile. Her first night of being sextually active would really be one to remember. "Whatever, its not like you could make me cum again anyway." She said uncaring, but Pepper could tell that the competitive fire was there. 

Slowly Pepper got up and off of the other woman. She smiled as she could see the outline of the younger woman's pussy through the lace panties. "These look uncomfortable, lemme help you out." She said smiling down at Liz before pulling the other girls panties clean off. 

Liz shivered as her sex became uncovered. The cool air making her feel exactly how wet her pussy really was. As Pepper turned away from her and began walking towards the bathroom she struck. Grabbing the other woman's black panties from behind she pantsed the other woman. "Ohhh I am going to get you!" Pepper shouted turning around and chasing the younger woman back to the bed. 

With a giggle Liz jumped through the air and laid out flat on her back in the center of the bed. "Isn't it time for round two?" She asked biting her lip as she fully admired the other woman's naked front. 

"I suppose It is." Pepper said crawling onto the bed. She positioned herself just over the other woman's face. "If I had a face like yours I'd want it to be ridden too" Pepper said with a cheeky grin as she lowered herself down. Before she could even lean forward to begin eating out the younger woman. Liz's tongue went to work inside of her. "Oooohfuck!" She shouted in bliss. Looking out at the Las Vegas skyline just in time to see Tony in one of his stupid suits flying away. She leaned forward and began eating out the other woman Tony be dammed. 

Liz gasped as the older woman's tongue entered her. She hadn't felt anything so wonderful in her whole life and by how wet Pepper's pussy was getting she could tell how much the other woman was enjoying her own tongue. All the books and porn that she had watched had paid off. 

Pepper couldn't believe how good the other woman's tongue was making her feel. It had been a long time since she had eaten another girl out. Maybe as long as college? Either way if she ever forgave Tony for tonight she would definitely make him do this more. 

Liz could feel herself starting to slip again. In her desperation she began to palm the other woman's ass again. Noting that when she had played with the older woman's booty before it seemed to work wonders in her favor. 

Pepper gave out a deep moan as the other woman's hands played with her ass again. As her entire body began to tingle she inserted two of her fingers into the other woman's sex. "YOU FUCKING CHEATER!" Liz screamed from below Potts. The girls hands slid over the older woman's sweaty ass as she tried to get any sort of a grip. On accident her finger slid into Pepper's asshole. 

"OOOOOOHHHHHHFUCKKKKKKKK!" Pepper screamed out as she came all over Liz. Her hands still working overtime trying to get the other woman to cum. As she heard a faint gasp beneath her Peppers fingers became coated in cum. 

Before Liz even had a chance to breath Pepper spun around on top of her. She slid her legs in between the younger woman's and began to grind down. "You may have won the last round you little bitch. But I'm not going to let you walk out of this on top." Pepper said as she sat up. 

Liz sat up as well grinding into the other woman as hard as she possibly could. "Fuck you, you old bag. I'm going to fuck you into this bed so hard that they need to pry you out of it." Liz said smiling back. 

As Pepper recoiled from the force the younger woman was putting on her pussy she winced. Her pussy wasn't at all ready for this sort of an onslaught. She could feel how tender her pussy was, hoping that at the very least the younger woman was suffering with her. 

On the otherside of the bed Liz was riding high with her victory. She was going to show the older woman who the real boss around here was. Hoping to gain an advantage over the older woman she reached over and palmed the white woman's breast. 

Pepper's eyes went wide as she felt the other woman's hand pinching her nipple lightly. Using her nails she pinched just the tip 

Pepper's breast. Potts couldn't belive how things were starting to turn out. At the start of all of this her confidence was at an all time high. She could tell that the younger black woman was all talk. She was so sure at first that she could make the other woman purr like a kitten. But now she was approaching her third forced orgaism. 

Doing the only thing that she could think to do, Pepper fell flat on her back and out of the other woman's reach. Liz fought to keep ahold of the red heads breast but she couldn't. As she was thinking what her next move was to try and gain an advantage over the older woman, Pepper's foot came up and pushed her down. The manicured toes of the older woman rubbing up against her breasts. 

"Just Cum already!" Pepper moaned as she felt the other girls foot sliding up her body. 

"Give in to me!" She gasped her eyes clamped shut as her finger ran through her hair. 

"Just give up! You're too old to be going this hard!" Liz shouted her hands on her own breasts. 

Almost as if on que both women began to tremble and shake. Liz eyes rolled into the back of her head as she came. Meanwhile Pepper felt lightheaded as she came at the same time. Both women passing out from the exertion. Completely exhausted from having three orgasims im such a short period. 

As the Sun rose it shined into the hotel room where the two women were sleeping. Hitting Pepper in the eyes she awoke to the sight of the nude black woman near her feet she was massaging her breasts as she slept. 

Rolling out of the bed and onto her hands and knees Pepper winced as she stood up straight. Her sex sore from all that she had put it through the night before. The Playlist that Liz had started hours earlier still going. "Where you think you're going bitch." She heard Liz say sleepily. 

Pepper limped over to the side of the bed. "I'm going to take a shower." She said. Liz looked up at her disappointed for a moment. "And you're going to join me." She said grabbing the other woman by the hand and lifting her up. 

Their nude bodies pressing together once again they danced their way to the bathroom. Rubbing their bodies together as they did. As they got to the frame of the door Liz pressed Pepper into it. "So I guess it was a tie." She said before kissing the other woman. For a long minute the pair made out. 

"Oh baby, I'm pretty sure everyone won." She said kissing the younger woman again before pulling her into the bathroom.

**Author's Note:**

> Big shout out to the user who requested this story via email. 
> 
> Do you have a MCU or other Fandom F/F story you would like me to write. Hit up the Zord7542@gmail.com email. No charge all I need is a prompt of what characters, situation, and Fandom and we'll get the ball rolling.


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